KUALA LUMPUR (May 28): YTL Power International Bhd’s (KL:YTLPOWR) 70% subsidiary SIPP Power Sdn Bhd is buying 405.18 million shares, or a 31.42% stake, in Ranhill Utilities Bhd (KL:RANHILL) for RM405.18 million or 99.5 sen per share.
The block of shares is owned by its major shareholder Tan Sri Hamdan Mohamad and his vehicles — Hamdan Inc (Labuan) Pte Ltd and Hamdan (L) Foundation, according to a bourse filing by YTL Power.
The filing said SIPP Power has signed an unconditional share purchase agreement with Hamdan and his two investment vehicles on Tuesday.
The latest transaction will raise SIPP Power’s direct stake to 34.32% from 2.9%. Consequently, SIPP Power together with YTL Power will collectively own a 53.19% stake in Ranhill, up from 21.77% currently.
YTL Power emerged as a substantial shareholder of Ranhill on Nov 1, 2023, after acquiring 243.33 million shares (equivalent to an 18.87% stake) from Cheval Infrastructure Fund LP.
Given the rise in shareholding, SIPP Power is obliged to make a mandatory general offer at 99.5 sen per share to buy out all the Ranhill shares it does not already own. The MGO will be funded by internally generated funds.
Ranhill has announced to Bursa Malaysia that it has received the mandatory offer at 99.5 sen per share on Tuesday.
However, SIPP Power intends to maintain the listing status of Ranhill.
The block of shares will change hands via direct business transactions in two tranches comprising 290.58 million sale shares for the first tranche and 114.6 million sale shares for the second tranche, said the filing.
According to YTL Power, the acquisition represents an opportunity to acquire a mature business operating in segments closely correlated with the group's existing core competencies and will complement its utilities portfolio, both geographically and operationally.
Notably, Ranhill has exclusive rights to Johor’s water supply services and a presence in the Sabah power sector. The group is actively expanding its footprint in the renewable energy (RE) sector through its soon-to-be-operational 50MW large-scale solar (LSS4) plant in Bidor, Perak.
Similarly, YTL Power is building its presence in Johor and RE through the upcoming phase one of its 72MW data centre and a 500MW solar farm in Kulai, Johor. YTL Power has also expressed interest in participating in RE exports to Singapore, pending finalisation of the RE export framework by the government.
Hamdan, the founder of the Ranhill group, has been in control since the group took over the listing status of Symphony House Bhd in December 2015. He also sits on the board of Ranhill's subsidiaries and its other private limited companies. Hamdan is the sole beneficiary of Hamdan Foundation as a major shareholder of Ranhill, which directly owns the entire stake in Hamdan Inc, a company incorporated in Labuan.